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April 10, 2019 Re: Request For Proposals: # AE201904 Dear Prospective Licensee: Thank you for your interest in this offering of MTA New York City Transit (“NYCT”) properties for license at the following locations:

• 3 locations at Second Avenue subway stations: 96 Street, 86 Street, and 72 Street (Q train) • 116th Street – Columbia University Station, Upper Broadway Line (#1 train), Manhattan, Unit 1

Sale of pre-packaged food is permitted at all locations. Proposals for individual units at Second Avenue subway stations will not be considered. The successful proposer will be notified in writing. Proposer must respond in writing to MTA’s notification within 72 hours. If a response is not provided to MTA within 72 hours, the MTA reserves the right to award the location to another proposer. A draft license agreement will be sent to the successful proposer after he/she provides written notification to MTA and subsequent to all applicable MTA internal reviews and approvals. All comments to the license agreement must be returned to MTA within 7 calendar days. If comments are not provided to the MTA within 7 calendar days, the MTA reserves the right to award the unit to another proposer. A Form of License is included with this RFP.

Enclosed is the entire Request for Proposals ("RFP") package, which is also available on the internet at:

http://enterprise.nymta.info/MTA_Real_Estate_RFP/

DEADLINE: Proposals must be received by 3:00 p.m. on Monday, May 13, 2019. Proposals submitted after such deadline will, at the MTA’s sole discretion, only be considered if the MTA determines that such consideration is in the public interest. Each proposal must include the items listed in the “Submission Requirements” section below. Proposals not including all requested items may be rejected. In addition to this letter, the RFP package includes the following components: 1. Parcel Information Sheet. This section provides information about each of the locations offered and

the date and time that the locations may be viewed.

2. Compensation Proposal Form. This form is to be used to specify the compensation that the prospective licensee proposes to pay to the MTA for the applicable location.

3. Request for Proposals—Rules and Regulations. This section contains regulations, information, and instructions that relate to the submission of proposals. Please take the time to read this section carefully and refer to it as you fill out the Proposer Information Form. 4. Proposer Information Form. Please take the time to read the instructions carefully and

ensure that all questions are answered completely. Also, note that the last page must be notarized. 5. U.S. Internal Revenue Service Form W-9, Request for Taxpayer Identification Number and

Request for Proposals Cover Letter of 3

Certification. 6. NY State Finance Law Sections 139-j and 139-k (“Lobbying Law”) Disclosure Statement. 7. Iran Divestment Act Certification. 8. Standard Format for Architectural Drawing Submissions. These guidelines are for the

lesse and lessee’s architect and contractor to use in preparing design plans following lease execution.

SUBMISSION REQUIREMENTS: Please provide the following information with your submission (all forms are available for download from the MTA’s website lprovided above):

Fully completed and signed Parcel Information Sheet

Fully completed and signed Compensation Proposal Form.

Fully completed and signed Proposer Information Form. Notarize the last page of where indicated.

Fully completed and signed U.S. Internal Revenue Service Form W-9, Request for Taxpayer Identification Number and Certification.

Fully completed and signed NYS Finance Law Sections139-j and 139-k Certification

Fully completed and signed Iran Divestment Act Certification.

A Proposal Deposit check is not a Submission Requirement. Please DO NOT include any checks with your proposal. TWO hard copies of the proposal should be mailed via US Postal Service, UPS, FEDEX, or other mail carrier in sealed envelopes. The proposal must arrive at MTA by the RFP deadline (specified above) and must be sent to the attention of:

Arturo Espinoza Senior Transaction Manager Metropolitan Transportation Authority 2 Broadway, 4th Floor- Cubicle A4.61 New York, NY 10004 RFP Number: AE201804 Subway Station Location: [indicate station and unit number]

If a proposal is hand delivered, either by a proposer or by messenger, it must be delivered to the MTA New York City Transit Bid Suite at 3 Stone Street, which is located around the southern corner from the 2 Broadway entrance (3 Stone Street is located between Broadway and Broad Street on the north side of Stone Street). Proposers WILL NOT be permitted to deliver proposals by hand at the 2 Broadway lobby entrance. Hand delivered proposals will be time stamped by staff in the 3 Stone Street NYCTA Bid Suite and then proposers will be directed to place proposals in a drop box at the 3 Stone Street NYCT Bid Suite.

Request for Proposals Cover Letter of 3

All proposals will be publicly disclosed in the agenda for the meeting of the Finance Committee of the MTA Board, during which the transaction will be considered for approval (if MTA Board approval is required). The MTA reserves the right, at any time, to modify or waive requirements of this RFP. Please be aware that there are rules regarding permissible contact (oral, written, and electronic communications) with the MTA during a public procurement process. Effective January 1, 2006, New York State Lobbying Law requires that all contact with the MTA relating to this RFP must be made through the following persons/designated Points of Contact. Contact with anyone else at the MTA regarding this RFP may result in ineligibility to participate in the RFP. The designated Points of Contact are: For questions regarding the specific content of the RFP or RFP procedures and rules:

Arturo Espinoza

Email: [email protected] Tel. (212) 878-4746 Raymond Smyth Email: [email protected] Tel: (212) 878-7091 For general inquiries regarding the administrative aspects of the RFP only: Dalilah Smith-Santos Tel. (212) 878-1043 Email: [email protected] Sincerely, Arturo Espinoza MTA Real Estate Department

mailto:[email protected]



MTA Parcel Information Sheet RFP AE201904: Second Avenue Subway units Locations: 1. 96th Street Station / Second Avenue Line (Property: tse47500; Unit: 1)

Location: 96th Street Station, paid zone, platform level

Licensor: MTA New York City Transit (“NYCT”)

Site Description: Free-standing unit. A plan of the space is attached hereto as Exhibit A-1.

Station Ridership: 17,150 average weekday ridership

Size: Approximately 153 square feet

2. 86th Street Station / Second Avenue Line (Property: tse47600; Unit 1)

Location: 86th Street Station, paid zone, platform level


Site Description: Free-standing unit. A plan of the space is attached hereto as Exhibit A-2.



3. 72nd Street Station / Second Avenue Line (Property: tse47700; Unit 1)

Location: 72nd Street Station, paid zone mezzanine, vicinity of Booth N-700


Site Description: In-line space along mezzanine wall. A plan of the space is attached hereto as Exhibit A-3



MTA Parcel Information Sheet Second Avenue Subway – Manhattan RFP AE201904

Page 2 of 8

(rev. 12/27/16)

The 3 spaces are offered together, not separately

License Term: 10 years

Each unit will be fitted out with the following:

• Slat-wall panels

• Lighting

• Refrigeration units

• Counters and display racks

• Utilities identified below

Suggested Average Annual Compensation Increase:

3%

Additional Compensation:

Electricity fee N/A

Trash collection fee Licensee shall pay a trash collection fee of $63 per month ($756 annually) for each unit.

Security Deposit: Upon signing of license three months’ compensation based on the tenth year’s compensation.

Termination: Licensor may terminate license upon 60 days’ notice to Licensee at will.

Guaranties: Unless the licensee itself is a creditworthy entity, a creditworthy principal of licensee acceptable to landlord/licensor will be expected] to provide a guaranty of the performance and payment obligations of licensee under the license. If licensee is a newly formed entity, the individual proposers)/principal(s) will be expected to provide full personal guaranties. Under appropriate circumstances, such as when licensee is making a significant capital investment in the premises, landlord in its discretion, may accept a “limited guaranty” (or so-called ‘good guy’ guaranty) limiting the guarantor(s)’ liability to (i) licensee’s obligations to complete the initial improvements, (ii) licensee’s payment and performance obligations while it is in possession of the premises prior to a voluntary surrender of the same in its required condition, and (iii) an additional period of time to guaranty licensee’s compensation obligation beyond its voluntary surrender for up to 12 months to afford licensor an opportunity to re-let the premises.


Page 3 of 8

(rev. 12/27/16)

Permitted Use: Newsstand, including Lotto, pre-packaged foods or other dry uses. Fully self-contained beverage preparation apparatus, subject to approval at Licensor’s sole discretion.

Prohibited Items and Uses: Unpackaged food, gum. Food items prepared on the premises. Sale of merchandise at a higher price than the suggested retail price.

Minimum Hours: Weekdays 7:00 a.m. – 7:00 p.m., except for weekends and MTA holidays. Licensee may remain open at other times subject to Licensor’s approval.

Sales Reporting: Licensee shall provide Licensor with gross sales figures on a monthly or annual basis at Licensor’s request.

Condition of Premises: Premises will be delivered “as is”.

Utilities:

Electrical The space is served by a 100-Amp, 3-phase, electrical service and is separately metered.

Fire Alarm There is an existing local fire alarm system with smoke detection tied into the station panel.

Sprinkler Wet sprinkler system with flow switch in place.

Plumbing N/A

Natural Gas N/A

Domestic Water N/A

Sanitary Service N/A

HVAC N/A

Telecommunications Data line available. Licensee to set-up account with service provider.

Condition of Existing Equipment and Utilities:

Licensee is responsible for repair, maintenance, and replacement of all equipment located in or exclusively serving the premises. No warranties or representations are made regarding the condition of existing equipment or utilities, or the suitability of existing equipment and utilities for Licensee’s proposed use.

Maintenance and Improvements: Licensee shall be responsible, at its sole cost and expense, for the completion of any improvements required for Licensee use. Improvements must meet the requirements of the New York State Uniform Fire Safety and Building Code. Licensor or its designee shall review all proposed improvements or later alterations for compliance with aforementioned code.


Page 4 of 8

(rev. 12/27/16)

Compliance with Codes and Ordinances: In addition to compliance with the New York State Fire Safety and Building Code, Licensee shall comply with all other applicable codes and ordinances, including health regulations, and obtain all required permits.

Insurance: The license agreement will specify the insurance requirements and will generally include, at a minimum: commercial general liability insurance in an amount not less than $2,000,000 workers' compensation insurance, and all-risk property insurance policy. Railroad protective liability insurance in the amount of $2,000,000 will be required of Licensee’s contractor. Licensee’s contractors will be expected to sign a contractor’s insurance and indemnity agreement and providing insurance certificates evidencing the required insurance coverage prior to commencing any work.

Assignment & Subletting: Any assignment or subletting or transfer of a controlling interest in a licensee entity, or other transfer of an equity interest that results in a change of control, whether directly or indirectly, is not permitted without licensor’s approval, in its sole discretion. However, licensor will not be required in certain circumstances specified in the license, including to a controlled affiliate, to a distribute or legatee of a decedent’s estate, or to a trust or immediate family member for financial or tax planning purposes.

Broker: Any Licensee broker is to be paid by the Licensee.

Required Improvements: 1. Professionally clean all interior and exterior surfaces of each unit. Repair any broken surfaces. 2. Inspect and test the existing fire protection systems. At all times maintain on site a 20-lb ABC fire extinguisher.

3. Establish Con Edison electrical service and establish telephone service with a local provider.

4. Install a Point of Sale (POS) system for processing and recording of transactions.

Site Visit:

9:00 a.m., Tuesday, April 23, 2019. Meet at 96 Street – 2 Avenue subway station, Booth N-702 near 96 Street exit.

THIS SPACE INTENTIONALLY LEFT BLANK


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(rev. 12/27/16)

This Parcel Information Sheet must be signed by an officer of the prospective Licensee.

Prospective Licensee:

Authorized Signature:

Name:

Title:

Date:


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(rev. 12/27/16)

EXHIBIT A-1: 96 STREET


Page 7 of 8

(rev. 12/27/16)



Page 8 of 8

(rev. 12/27/16)


MTA Parcel Information Sheet 116 St – Columbia University, Upper Broadway Line, Downtown platform, Manhattan

RFP AE 201904

Page 1 of 5

(rev. 3/5/2013)

Location: 116th Street – Columbia University (#1 train). Paid zone, downtown platform.

Property Code / Unit Code:

tbw31300 / unit 1


Site Description: Freestanding unit against subway wall on the downtown platform near Stair P-1

Station Ridership: Average weekday ridership: 15,263 Average weekend ridership: 13,115

Size: 90 square feet. A plan of the space is attached hereto as Exhibit A.

Term: Up to 10 years.

Options: N/A

Termination: Licensor may terminate license upon 60 days’ notice at will.

Suggested Annual Compensation:

Refer to Compensation Proposal Form.

Suggested Average Annual Rate of Increase:

3%

Additional Compensation:

Electricity fee $1,500 annually ($125 per month).

Trash collection fee $756 annually ($63 per month).

Security Deposit: Upon signing of license, three months’ compensation based on the fifth year’s compensation.

Limited Personal Guarantee:

Licensor reserves the right to require licensee to provide a personal guarantor with sufficient financial resources, in licensor’s opinion, to guarantee payment of compensation through licensee’s surrender of premises in case of default, plus an additional six months of compensation from the date of surrender.

Limited Corporate Guarantee:

If in licensor’s opinion the licensee has insufficient financial resources, licensor reserves the right to require the parent company of licensee to provide a corporate guarantee of payment of compensation through licensee’s surrender of premises in case of default, plus an additional six months of compensation from the date of surrender.

Completion Guarantee: Licensor reserves the right to require licensee to provide a personal or corporate guarantor, with sufficient financial resources, in licensor’s opinion, to guarantee the complete performance of the required


RFP AE 201904

Page 2 of 5

(rev. 3/5/2013)

improvements and other improvements that licensee has proposed and licensor has approved.

Permitted Uses: Retail dry uses including newsstand, lotto, pre-packaged foods, MTA Licensing Program: For more than two decades, the MTA has maintained a Licensing Program that has grown to include thousands of unique MTA-themed products from more than 100 authorized manufacturers. The transit environment, with its high daily foot traffic of commuters and tourists, presents a significant opportunity to draw passersby into retail stores by displaying and offering such licensed products. Upon request, the MTA will introduce you to licensed manufacturers of items that best serve your retail strategy and fit your product mix. To preview samples of products available, visit MTA.info/Licensing as well as nytransitmusuemstore.com.

Prohibited Items and Uses:

Ice cream, gum, any and all beverages or food served on the premises.

Minimum Hours: With the exception of holidays: Weekdays: 10:00 a.m. to 7:00 p.m. Licensee may remain open at other times subject to landlord’s approval.

Sales Reporting: Licensee shall provide Licensor with gross sales figures on a monthly or annual basis, if required by licensor.

Condition of Premises: Premises will be delivered “as is.” Licensor anticipates making no improvements to the premises or the systems serving the premises.

Utilities:

Electrical The space is served by NYCT electrical service. The main circuit breaker is single-phase, 30-Ampere, 208 Volt.

Fire Alarm Local fire alarm control panel present.

Sprinkler 1 ½” sprinkler with flow switch tied into the station fire alarm control panel.

Plumbing N/A

Natural Gas N/A

Domestic Water N/A

Sanitary Service N/A

http://mta.info/Licensing

http://nytransitmusuemstore.com/


RFP AE 201904

Page 3 of 5

(rev. 3/5/2013)

HVAC N/A

Telecommunications Telephone service is available. Licensee must establish its own account.

Condition of Existing Equipment and Utilities:

Licensee is responsible for repair, maintenance, and replacement of all equipment located in or exclusively serving the premises. No warranties or representations are made regarding the condition of existing equipment or utilities, or the suitability of existing equipment and utilities for licensee’s proposed use.

Required Improvements:

The minimum improvements required by licensor are as follows:

1. Professionally clean all interior and exterior surfaces. Repair to like-new condition all counters and trade fixtures. Repair or replace any broken or missing floor tiles.

2. All outlets should be 20 amp rated ground-fault circuit interrupters (GFCI). Equip the store with high efficiency light fixtures. Equip all light fixtures with light lens and uniform light bulbs. Equip the store with only Energy Star or high efficiency appliances.

3. Inspect the existing local fire alarm control panel and

attendant life safety equipment and makes repairs, if any, as instructed by licensor. Test the existing sprinkler system and repair, if necessary, as instructed by licensor. At all times maintain on site a 20-lb ABC fire extinguisher.

4. Install a Point of Sale (POS) system for processing and

recording of transactions.

Improvements must meet the requirements of the New York State Uniform Fire Safety and Building Code. Licensor or its designee shall review all proposed improvements or later alterations for compliance with aforementioned code.

Compliance with Codes and Ordinances:

In addition to compliance with the New York State Fire Safety and Building Code, tenant shall comply with all other applicable codes and ordinances, including health regulations, and obtain all required permits.

Estimated Cost of Improvements:

Each proposer should take into consideration the requirements for high quality design, materials and workmanship, as well as compliance with all applicable regulations and codes when preparing plans and estimating construction costs. We strongly encourage each proposer to obtain professional construction estimates before submitting his or her proposal. If actual construction costs exceed estimated costs, the licensee should not anticipate any relief from licensor. The licensee will, in any event, be responsible for completing all required improvements.


RFP AE 201904

Page 4 of 5

(rev. 3/5/2013)

Insurance: The license agreement will specify the insurance requirements and will generally include, at a minimum: commercial general liability insurance in an amount not less than $2,000,000, workers' compensation insurance, and all-risk property insurance policy. Railroad protective liability insurance in the amount of $2,000,000 will be required of licensee’s contractor.

Assignment & Subletting:

Subject to licensor’s approval, in its sole discretion. However, licensor will not be unreasonable in approving an assignment to an individual or corporation with similar or superior financial position to licensee’s position at the time of award of this license, in real terms, so long as such individual or corporation demonstrates it has the resources and capability of maintaining the retail space to the standard the licensor requires.

Broker: Any licensee broker is to be paid by the licensee.

Site Visit: 10:00 a.m., Tuesday, April 23, 2019. Meet at downtown platform location.

This Parcel Information Sheet must be signed by an officer of the prospective licensee. Prospective Licensee: Authorized Signature: _______ Name: _______ Title: _______ Date: _______


RFP AE 201904

Page 5 of 5

(rev. 3/5/2013)

4/9/2019 Page 1 of 1

Compensation Proposal Form RFP AE201904 Second Avenue Subway, Manhattan Shown below is the Minimum Annual Guarantee (MAG) for Year 1. Proposers must specify their proposed MAG for Year 1 of the License. Suggested MAG for Year 1: $72,000 Proposed MAG for Year 1: $__________ Allocation of Proposed MAG

96 Street 86 Street 72 Street TOTAL 100%

Additionally, proposers must specify the proposed percentage compensation structure for each year of the license. The calculation of gross receipts resets to $0 at the beginning of each contract year. The percentage compensation will only be payable to the extent the sum of percentage compensation exceeds the MAG. For each subsequent contract year of the license, the new MAG will be the greater of 103% of the previous year’s MAG or 90% of the actual compensation paid in the previous year.

Proposed Percentage Compensation Factor Proposed Minimum

Proposed Maximum Breakpoint

___% of Master Licensee gross receipts between $0 and Proposed Maximum Breakpoint $0 $500,000

___% of Master Licensee gross receipts between $500,000 $1,000,000

___% of Master Licensee gross receipts between $1,000,000 No maximum This Compensation Proposal Form must be signed by an officer of the prospective licensee: Prospective Licensee: __________________________________________________ Authorized Signature: ________________________________________________ Name: ____________________________________________________________ Title: _____________________________________________________________ Date: __________________________

4/9/2019 Page 1 of 1

Compensation Proposal Form RFP AE 201904 116th Street – Columbia University, Unit 1, Downtown platform, Manhattan Shown below is the suggested annual compensation. Proposers must specify their proposed annual compensation for each year of the license. Proposed annual compensation should include a minimum escalation of 3% per year over the term of the agreement.

Suggested Annual Compensation for Year 1: $35,000

Proposed Annual Compensation: Year 1 $

Year 2 $

Year 3 $

Year 4 $

Year 5 $

Year 6 $

Year 7 $

Year 8 $

Year 9 $

Year 10 $

This Compensation Proposal Form must be signed by an officer of the prospective licensee: Prospective Licensee: __________________________________________________ Authorized Signature: ________________________________________________ Name: ____________________________________________________________ Title: _____________________________________________________________ Date: __________________________

of 7 RFP—RR rev.

Request for Proposals—Rules and Regulations The Metropolitan Transportation Authority (“MTA”) is now accepting proposals as described in this Request for Proposals.

Introduction The MTA Real Estate Department manages income-producing property of MTA New York City Transit, MTA Long Island Rail Road, MTA Metro-North Railroad, MTA Bridges and Tunnels, and MTA Staten Island Railway (hereinafter referred to as “affiliates” or “subsidiaries”).

The MTA offers property for lease, license, or sale through a public solicitation known as a “Request for Proposals” (“RFP”). The MTA’s objective in issuing an RFP is to publicly offer and promote specific properties or concessions. The goal of the RFP process is to attract strong and viable proposals. The properties, offered from time to time by the MTA, are extremely varied and include vacant land, newsstands, parking lots, vending, restaurants, and retail stores.

The MTA’s selection criteria include the financial strength, management expertise, business plan, and track record of the proposer, as well as the rent, compensation or purchase price offered, and the improvements proposed (if applicable or required). The RFP, therefore, requires the completion of an extensive proposal.

The Proposer Information Form must be filled out completely. An incomplete Proposer Information Form may be returned and may disqualify a proposal.

Due Date Each proposal must contain three copies of all the documents requested in the

“Submission Requirements” section that follows below, and any additional items noted in the cover letter to this RFP (the “RFP Cover Letter”). The proposal must be delivered, in a sealed envelope, to the MTA Real Estate Department on or before the date specified for that property in the RFP Cover Letter (the “Deadline”), addressed as indicated in the RFP Cover Letter.

Submission Requirements Locations may be offered in the RFP singly or as a group. A separate agreement shall be concluded for each offering whether the offering is a singular location or a group. A proposer who wishes to submit a proposal for more than one location may do so provided

1. A separate proposal is submitted for each offering; and

2. The proposer does not condition a proposal for any one offering upon the award of another offering. A proposal that specifies such a condition may be rejected.

At a minimum, proposals must include the following for each property, unless otherwise specified in the RFP Cover Letter:

• A completed and signed Parcel Information Sheet for each location for which a proposal is being submitted.

MTA Request for Proposals—Rules and Regulations

Page 2 of 7 RFP—RR rev. 03/2011

• A completed and signed Proposer Information Form

• A completed and signed New York State Finance Law § 139-j and §139-k (“Lobbying Law”) Disclosure Statement

• A completed and signed Rent, Compensation, or Purchase Price Proposal Form

• A completed “IRS Form W-9, Request for Taxpayer Identification Number and Certification”

• Other requirements that may be specified in the RFP

No lease, license, or contract of sale shall be deemed granted or entered into and no rights whatsoever shall accrue to the proposer or any other person against the MTA or any affiliate or subsidiary thereof, nor shall there be deemed to be a lease or license for any property unless and until a fully executed agreement is delivered to the proposer. The execution of an agreement by the MTA or an affiliate or subsidiary is usually subject to the approval of the MTA Board. The MTA reserves the right, without liability, to

1. Postpone the submission deadline,

2. Reject any and all proposals,

3. Negotiate all terms and conditions, including compensation and location, with any proposer,

4. Modify or withdraw this RFP or any property specified in it at any time and without explanation, or

5. Waive any requirement. The information provided in this RFP is summary in nature and has been prepared without audit or verification. No representations or warranties of any kind, either expressed or implied, are made with respect to such information by the MTA, its affiliates or subsidiaries, or by any officer, employee, or agent thereof. Applicants must recognize that the properties are being offered on an “as-is” basis and that applicants’ proposals must rely solely on their own independent study. A detailed independent investigation by the applicant should be made before submitting a proposal. (See “Inspection of Premises,” below.)



Proposal Deposit

If required, a proposal deposit in the form of a check payable to the Metropolitan Transportation Authority in an amount equal to three months of the fifth year’s proposed compensation (for leases or licenses) or other amount indicated in the RFP for properties offered for sale. The check will be deposited in an interest-bearing account.

Proposal deposits will be returned to unsuccessful proposers (with interest) within 120 days after the Deadline.

If the proposer selected for an award fails to execute a lease, license agreement or contract of sale on the basis of the terms submitted in the proposal, the amount of the deposit made by such proposer, together with any interest thereon, may be retained by MTA as liquidated damages. The proposal deposit of the proposer to which the lease or license is awarded will be applied toward the security deposit under the applicable agreement. It is understood, however, that additional security may be required.

Withdrawal of Proposals

After the Deadline, proposals shall be considered an offer and may not be withdrawn until at least 180 days after the Deadline. Any withdrawal before that date shall result in forfeiture of the proposer’s security deposit.

Inspection of Premises

All proposers are urged to inspect the property, preferably accompanied by an architect if improvements are required. Closed or locked retail spaces or properties will be made available for inspection only at the dates and times specified in the RFP. These dates and times are subject to change. Prospective proposers must contact the MTA Real Estate Manager specified in the RFP for the desired property at least 24 hours before the scheduled inspection to confirm attendance.

Except as the RFP may otherwise expressly provide, neither the MTA nor any affiliate or subsidiary will improve the offered properties. Title to any improvements shall vest in the MTA or an affiliate or subsidiary upon installation, unless otherwise specified in the lease or license.

Selection Criteria The MTA will consider the following criteria in evaluating proposals:

1. Business Experience: proposers will be evaluated on the basis of the type, depth, and length of their business experience and the areas and levels of their past responsibilities.

2. Financial Qualifications: the creditworthiness of the proposer and any proposed guarantor will be evaluated to assure the MTA that the costs of the required improvements can be met, that the improvements will be completed in a timely fashion, that a smooth and uninterrupted operation be maintained, and compensation and security obligations under the lease or license will be fulfilled.

3. Income to the MTA: the amount and timing of payments proposed over the term of the lease or license will be evaluated.

4. Proposed Concept and Use: the responsiveness of the retail concept and use to the requirements of the RFP.



5. Operation and Management Plan: The degree to which the Operation and Management Plan addresses how the retail or other use shall be operated and managed.

6. Schematic Drawings of Required Improvements: if drawings are required, the quality of the drawings and their adherence to the specifications outlined in the RFP will be evaluated.

7. Any other criteria specified in the RFP.

Lease or License Term The offered term of the lease or license for each parcel is indicated in the RFP. Conditions 1. As-is: no representations are made as to the condition of the premises.

Except as the RFP may expressly otherwise provide, the lessee, licensee or purchaser shall be required to accept the premises as-is.

2. Improvements: all improvements shall be made at the sole cost and expense of the proposer. All improvements made by the lessee or licensee will become the property of the MTA or an affiliate or subsidiary.

The lessee or licensee will be required to submit plans and specifications for review and approval. Plans must be prepared by a New York State-licensed architect or engineer and submitted within 30 days after execution of a lease or license, unless otherwise specified.

All work must be completed within 30 days after approval of the construction plans, unless otherwise specified, and must conform to all applicable state, local, and agency regulations.

The lessee or licensee may be required to submit additional security in cash or letter of credit to guarantee the performance and completion of construction in accordance with the plans submitted.

3. Utilities: except as the RFP may expressly otherwise provide, the lessee or licensee shall be responsible for providing its own utilities at the lessee’s or licensee’s sole cost and expense. This includes any work, permits, etc., that are required to bring any service or utility to the premises.

4. Maintenance: the lessee or licensee shall be responsible for maintaining the premises. Rubbish removal shall be performed as set forth in the lease or license agreement.

5. Rent or compensation: all rent or compensation pursuant to leases or licenses shall be payable monthly in advance unless otherwise specified and shall be due on the first day of the month.

6. Security: the lessee or licensee shall provide a security deposit equal to three months of the fifth year's compensation unless otherwise specified.

7. Assignment: the lease, license or contract of sale may not be assigned or sublet.

8. Insurance: The lessee or licensee shall be required to maintain insurance iper occurrence in the amount set forth in the RFP, and the lessee’s or licensee’s contractor shall be required to maintain similar insurance.



9. Termination: Unless otherwise specified, MTA or its affiliate or subsidiary generally reserves the right to terminate a lease agreement for transportation or corporate purposes upon notice to the lessee as specified in the RFP. MTA or its affiliate or subsidiary generally reserves the right to terminate a license agreement for any reason on no more than 60 days’ notice.

10. Rules and Regulations: additional rules, regulations, and restrictions may apply to the properties. These are described in the RFP.

Proposal Forms The Rent, Compensation, or Purchase Price Proposal Form (see “Submission Requirements”) contains spaces for the proposer to indicate annual compensation for each year of the term of the lease or license or proposed purchase price. The suggested annual rent, compensation, or purchase price is set forth for each property in the RFP and on the Rent, Compensation, or Purchase Price Proposal Form. The suggested annual rent, compensation or purchase price should be used as a guide in establishing the proposed rent, compensation, or purchase price; however, proposals for more or less than the suggested annual rent, compensation or purchase price are permitted. The rent, compensation or purchase price offered in each proposal shall be firm and guaranteed, and cannot be based on variable factors such as gross receipts, cost-of-living adjustments, items permitted to be sold, etc.

No Brokerage Commission Except as the RFP may expressly otherwise provide, no commissions whatsoever

for brokerage or any other fee or rent or compensation shall be due or payable by the MTA or any affiliate or subsidiary.

Non-Discrimination The MTA will not discriminate against any person on the basis of race, creed, color, national origin, sex, age, sexual orientation, handicap, or marital status in accepting, reviewing, and evaluating proposals.

General Affidavit The General Affidavit, located at the end of the Proposer Information Form, must be signed under oath before a notary public in order for a proposal to be considered for an award. If the proposer is a corporation or limited liability company it may be signed by one individual authorized to bind the corporation or limited liability company. If the proposer is a partnership or joint venture, it must be signed on behalf of each partner or joint venturer unless one partner or joint venturer is authorized to bind the others, in which case a single General Affidavit may be signed by one individual authorized to bind the partnership or joint venture. The portion of the General Affidavit addressing non-collusion is found in Section F.

Design Criteria

All plans and specifications submitted to the MTA must conform to the requirements of any applicable design standards. These standards are included in the RFP for any property to which they apply.



Products To Be Sold

The decision as to whether a certain product may or may not be sold, other than those products listed in the RFP, shall be at the sole and absolute discretion of the MTA or its affiliate or subsidiary. A lessee or licensee may be required to participate in various passenger service programs. The programs may include, but are not limited to:

Distribution of subway, bus, and commuter rail maps without charge Sale of MetroCards at face value

Eligibility

MTA employees, or employees of any affiliate or subsidiary, are not eligible to propose. A proposal submitted by any such employee shall be disqualified.

Protests Protests: All complaints or protests relating to this RFP, including all complaints or protests that are exceptions to the limitation on contacts during a Restricted Period as set forth in the Procurement Lobbying Law (New York State Finance Law § 139-j and 139-k), must be addressed to the MTA General Counsel, 2 Broadway, New York, New York 10004, and should be made in advance of an RFP award where the basis for the complaint or protest is known to the proposer in advance of an RFP award. Complaints and protests will only be accepted from proposers or prospective proposers whose direct economic interest would be affected by an award to a tenant, licensee, or purchaser or by failure to make such an award. Complaints and protests regarding an RFP award must be received within 14 days of the RFP award authorization by the MTA Board; any complaint or protest received later than 14 days following the MTA Board action approving an award to a tenant or licensee shall be deemed untimely.

Any complaint or protest shall include: (1) the name and address of the complainant or protester; (2) identification of this RFP and the space or spaces or property relevant to the complaint or protest; and (3) a detailed statement of the factual and legal grounds of the complaint or protest, including a description of the applicable law or other requirement that is alleged to have been violated, together with all relevant documents. The MTA General Counsel shall transmit the complaint or protest to the MTA Director of Real Estate for consideration. A complaint or protest found by the MTA Director of Real Estate to be patently without merit or untimely may be rejected without further consideration. Otherwise, the MTA Director of Real Estate may, at his or her sole discretion, conduct interviews, meet with the complainant or protester to review the issues raised in the complaint or protest, request additional written or oral submissions or take any other actions he or she deems necessary to determining the merits of the complaint or protest. After review of a complaint or protest submitted under these provisions, the MTA Director or Real

Estate will issue a written decision on the basis of the information provided by the complainant or protester, the result of any meetings with the complainant or protester, and the MTA Director of Real Estate’s own investigation. If the MTA Director of Real Estate finds that the complaint or protest has merit, MTA will take appropriate action to correct the disposition process to protect the rights of the complainant or protester. Notwithstanding the pendency of a complaint or protest, MTA reserves the right, in the sole discretion of the MTA Director of Real Estate based upon the circumstances, to proceed with the disposition process, including without limitation, to seek action by the MTA Board, to negotiate, execute and deliver a lease, license, or contract of sale and to commence action to remove a



holdover tenant or licensee. No complaint or protest, whether pending or decided, shall toll or otherwise or extend a complainant’s or protester’s time to pursue other remedies, including without limitation, commencing an Article 78 petition.

Proposer Information Form

MTA RE (PIF 10/12) Page 1

Parcel Number (if applicable) Proposed Use

Property Address

Name Social Security No. – –

Street

City State Zip

Telephone e-mail

Name of Business

Street

City State Zip

Telephone e-mail

Type of business:

Corporation Joint Venture Partnership Limited Liability Corporation Sole Proprietor

Year Formed

Federal Tax ID No. State of Formation

Name of the business's president or most senior executive _________________________________________

Name of the business's chief financial officer or treasurer __________________________________________

Below, list all Affiliates of the proposer and provide the requested information for each Affiliate. Add additional pages if necessary. An "Affiliate" of a proposer is any entity that

(a) directly or indirectly or owns more than a 30% equity interest in such proposer, or

(b) otherwise directly controls proposer, or

(c) is controlled by, or has more than a 30% equity interest which is owned by or for the benefit of either

(i) such proposer, or

(ii) any person (or any member of the immediate family (i.e., spouse, father, mother, brother, sister, chil-dren, and stepchildren) of any person) or entity that controls, or owns more than a 30% equity interest in, such proposer.

1 Name % of Ownership

Street

City State Zip

Telephone e-mail

MTA Property

Proposer Information(if a sole proprietor)

ProposedBusiness Entity

Information Relating to Affiliates

The following information is provided to the Metropolitan Transportation Authority ("MTA") Real Estate Department in connec-tion with the submittal of a proposal to lease or license space. The acceptance by MTA of this Proposer Information Form does not constitute an offer by the MTA or any affiliate or subsidiary thereof. Please attach additional sheets as necessary. Please print or type.



If, applicable, list below the name(s) of principal(s) who will provide any guaranty or guaranties to the pro-posed lease or license

1 Name

Street

City State Zip

Telephone e-mail

2 Name

Street

City State Zip

Telephone e-mail

3 Name

Street

City State Zip

Telephone e-mail

If yes was checked for any of the above, provide the following information for each organization, corporation, or business. Add additional pages if necessary.

1 Name of Business

Federal Tax ID No. Owner/Manager Name

Street

City State Zip

Telephone Owner/Manager e-mail

Has the proposer or any of its principals done business under any other name within the past three years?

Is the proposer owned or controlled by any other organization or business entity?

Does the proposer own more than 30% of any other organization or business entity?

Yes No

Yes No

Yes No


Street

City State Zip

Telephone e-mail


Street

City State Zip

Telephone e-mail

Information Relating to Affiliates (cont'd.)



Other Leases or Licenses with MTA and its Subsidiaries and Affiliates

2 Name of Business

Federal Tax No. Owner/Manager Name

Street

City State Zip

Telephone Owner/Manager e-mail

List gross receipts of each business for the past three years. Attach copies of Federal Income Tax returns.

1 Name of Business Gross Receipts $ Year

Gross Receipts $ Year








List all leases or licenses during the last 5 years between the MTA (and its subsidiaries and affiliates) and the proposer and any Affiliate of the proposer.

1 Name of lessee or licensee

Location

MTA Agency


Location

MTA Agency

Information Relating to Affiliates (cont'd.)




Location

MTA Agency

Describe any lessee or licensee defaults under such lease(s) or license(s).

List all relevant business experience

1 Name of Company From To

Type of Business Your Title

Street

City State Zip



Street

City State Zip



Street

City State Zip

Provide at least three references from companies with which the proposer, or one or more of its Principals, does business (include at least one vendor).


Street

City State Zip

Contact Title Telephone

Business History and Experience

Business References

Other Leases or Licenses with MTA and its Subsidiaries and Affiliates(cont'd.)




Street

City State Zip



Street

City State Zip


Business References (cont'd.)

Bank References

Provide at least one reference from a bank with which the proposer (or a Principal) has an account and regularly does business. List all other bank account information that represents the means of financial support for the proposed business.

1 Bank Name Branch Number or Location

Street

City State Zip

Name of Bank Officer Title

Telephone No. Account No.

Name on Account

2 Bank Name Branch or Location

Street

City State Zip



Name on Account


Street

City State Zip



Name on Account



Provide at least one bank reference for each guarantor identified on page 2 of this Proposer Information Statement.


Street

City State Zip



Name on Account


Street

City State Zip



Name on Account


Street

City State Zip



Name on Account

Bank References (cont'd.)

Available Financing

Provide information about lines of credit, or other sources of financing, available to undertake required improvements and fulfill annual rental obligations.

1 Name of Source

Street

City State Zip

Available Amount of Financing $ Interest Rate


Letter Attached? Yes No



Available Financing (cont'd.)

2 Name of Source

Street

City State Zip



Letter Attached?

3 Name of Source

Street

City State Zip



Letter Attached? Yes No

Yes No

Proposed Retail Concept and Use

Describe below the proposed retail concept, including the price range of merchandise or services. Add additional pages if necessary. If the use is food service, attach a proposed menu.



Describe the involvement of the principals in the operation of the proposed business. Attach an organiza-tion chart (if available) of the proposed entitiy.

Operation and Management Plan

Indicate proposed staffing during business hours. Provide an entry for each change in the number of personnel during these hours.

Day(s) Hour(s) No. Personnel Manager at Location:




Yes No

Yes No

Yes No

Yes No



Improvements

1 – Architectural Fees $

2 – Construction Costs $

3 – Trade Fixtures $

4 – TOTAL IMPROVEMENTS $ add lines 1 to 3

Other Costs

5 – Legal Costs $

6 – Incorporation Fees $

7 – Licensing Fees $

8 – Franchise Fees $

9 – Consulting Fees $

10 – Merchandise Inventory $

11 – Rent During Construction $

12 – Miscellaneous $

13 – TOTAL STARTUP COSTS $ add lines 4 to 12

Projected Startup Costs

Scope of Work and Improvements

Describe the proposed improvements. Add additional pages if necessary.



If the business entity is in the process of being organized and does not yet have assets or liabilities, check here and complete the financial statement on the basis of the personal assets and liabilities of the principal(s) who will provide a guaranty(ies). Clearly indicate all sources of capitalization.

Assets Funds

1 – Cash $

2 – Checking $

3 – Savings $

4 – Other $

5 – Subtotal –Funds $ add lines 1 to 4

Receivables

6 – Trade or Business $

7 – Other $

8 – Subtotal–Receivables $ add lines 6 and 7

Securities

9 – Stocks $

10 – Bonds $

11 – Other (Pensions, Annuities) $

12 – Subtotal –Securities $ add lines 9 to 11

Fixed Assets

13 – Equipment $

14 – Other $

15 – Subtotal–Fixed Assets $ add lines 13 and 14

Other Assets

16 – Trade, Auto $

17 – Life Insurance $

18 – Subtotal-Other Assets $ add line 16 and 17

19 – Inventory $


21 – Land and Buildings $

22 – GRAND TOTAL ASSETS $ add lines 5,8,12,15, 18-21

23 – Payables $

24 – Notes Payable $

25 – Mortgages $

26 – Deferred $


28 – GRAND TOTAL LIABILITIES $ add lines 23-27

29 – CAPITAL/NET WORTH $ line 22 minus line 28

Liabilities

Financial Statements: Provide financial statements (audited, if available) for the prospective business entity and each guarantor for the past two full fiscal years. If financial statement are not otherwise available, please provide the following information.



Proposed First Year Business Plan: Provide projected income and expenses for the first year of the lease or license term.

1 – Estimated Sales/Revenue $

2 – Cost of Goods Sold $

3 – GROSS PROFIT $

4 – Wages, Salaries $

5 – Rent $

6 – Telephone $

7 – Gas $

8 – Electricity $

9 – Interest on Loan $

10 – Advertising $

11 – Postage $

12 – Travel $

13 – Vehicle Expense $

14 – Payroll Taxes $

15 – Other Taxes $

16 – Supplies $

17 – Legal Fees $

18 – Accounting Fees $

19 – Insurance $

20 – Repairs $

21 – Equipment Rental $

22 – Depreciation $

23 – Other $

24 – TOTAL EXPENSES $

25 – ESTIMATED PROFIT (LOSS) $

Expenses:One-year Projection

subtract line 2 from line 1

add lines 4 through 23

subtract line 24 from line 3

Income:One-year Projection



Provide projected sales for the lease or license term after the first year (include only those years dur-ing the proposed lease or license term).

Year 2 $

Year 3 $

Year 4 $

Year 5 $

Year 6 $

Year 7 $

Year 8 $

Year 9 $

Year 10 $

Has the proposer or any Affiliate thereof ever been barred from bidding on contracts, or declared not responsible by any city, town, village, county, state, or federal public entity?

Are any outstanding liens pending against the proposer or any Affiliate thereof?

Are any judgments outstanding against the proposer or any Affiliate thereof?

Is any suit or other legal action pending against the proposer or any Affiliate thereof?

Has the proposer or any Affiliate thereof been adjudged bankrupt, voluntarily or invol-untarily, under any provision of the Bankruptcy Law, executed an assignment for the benefit of creditors, or abandoned a business without satisfying its outstanding debts?

Has the proposer or any Affiliate thereof ever been convicted of a felony?

Projected Salesfor Lease orLicense Term

Yes No

Yes No

Yes No

Yes No

Yes No

Yes No

If yes to any of the above, please provide all details below. Add additional pages if necessary.

ResponsibilityRelated Questions



Representations, Warranties, Covenants, and Consent to a Credit Review

By executing this Proposer Information Form, the undersigned represents and warrants the following.

A. The undersigned has received and read the entire Request for Proposals, has acquainted itself/himself/herself with all matters therein referred to in connection with this proposal, will accept the premises “as-is” and will secure any necessary permits and licenses pertaining to the operation of, or the making of any improvements to, the site. The undersigned acknowledges that the MTA makes no representation or war-ranties as to the information supplied herein or the type of use or development permitted at each location.

B. The undersigned acknowledges that improvements and other work (1) may not be carried out without the prior approval of the MTA, (2) will become the property of the MTA, and (3) must conform to appropriate health, safety, fire, and building codes, as required.

C. Neither the undersigned nor any Affiliate of the undersigned is in arrears in the payment of amounts due to the MTA or any of its affiliated agencies or the State of New York or the City of New York or any instru-mentality thereof.

D. The undersigned is of lawful age.

E. No person, firm, or corporation other than herein above named has any interest in this proposed lease or license agreement.

F. By executing this Proposer Information Form, the undersigned represents and warrants that:

(i) The compensation and other terms of this proposal have been arrived at independently without any agreement, collusion, consultation, or communications intended to restrict competition.

(ii) Unless otherwise required by law, the compensation and other terms quoted in this proposal have not been knowingly disclosed by the undersigned or any other individual and, before the proposal is opened, shall not knowingly be directly or indirectly disclosed by the prospective tenant or licensee or any other individual or by or on behalf of the proposer to any other proposer or to any competitor; and

(iii) No attempt has been made or will be made by the undersigned or by any other individual or by or on behalf of the prospective tenant or licensee to induce any other person, partnership, corporation, or other entity to submit or not to submit a proposal, for the purpose of restricting competition.

G The undersigned represents and warrants that no elected representative or other officer or employee or person whose salary is payable in whole or in part from the Federal Government or State or City of New York, and no member officer or employee of the Metropolitan Transportation Authority or any affiliate or subsidiary thereof is directly or indirectly interested in this proposal or in the proposed lease or license agreement to which it relates or will have an interest in any of the profits thereof.

H. The undersigned declares under the penalties of perjury provided for by Article 210 of the New York Penal Law that the undersigned has read fully and understands all of the terms and conditions of this Request for Proposals and all of the foregoing questions in the Proposer Information Form and the Rent Proposal Form or Proposed Compensation Form. The answers and statements herein including, without limitation, the Proposer Information Statement and the Credit Authorization, are to the best of the undersigned's knowledge and belief true, correct, and complete. The undersigned agrees that in the event that circum-stances reflected by the answers herein change, the undersigned will promptly notify the Real Estate Department of the Metropolitan Transportation Authority in writing by certified mail. The undersigned also understands that a misstatement, omission, or failure to update information may be cause for the Metropolitan Transportation Authority not to award to the proposer, or its current principals, the proposed lease or license, and may have the effect of precluding persons or entities from doing business with the Metropolitan Transportation Authority or its affiliates or subsidiaries in the future.

General Affidavit



By executing this Proposer Information Form, the undersigned authorizes the Metropolitan Transportation Authority or its designated agent or contractor to conduct a credit and reference investigation of the pro-poser and it Affiliates. This authorization includes commercial and financial institutions, credit reporting agencies and present and former customers, including without limitation the entities described in this Proposer Information Statement.

This Proposer Information Form must be signed below.

Proposer

Authorized Signature Date

Print Name and Title

Sworn to me this day of , 20

Notary Public’s Signature

Notary Seal

Give form to therequester. Do notsend to the IRS.

Form W-9 Request for TaxpayerIdentification Number and Certification(Rev. January 2003)

Department of the TreasuryInternal Revenue Service

Name

List account number(s) here (optional)

Address (number, street, and apt. or suite no.)

City, state, and ZIP code

Prin

t or

typ

eS

eeSp

ecifi

c In

stru

ctio

ns o

n p

age

2.

Taxpayer Identification Number (TIN)

Enter your TIN in the appropriate box. For individuals, this is your social security number (SSN).However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions onpage 3. For other entities, it is your employer identification number (EIN). If you do not have a number,see How to get a TIN on page 3.

Social security number

––or

Requester’s name and address (optional)

Employer identification numberNote: If the account is in more than one name, see the chart on page 4 for guidelines on whose numberto enter. –

Certification

1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), andI am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the InternalRevenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS hasnotified me that I am no longer subject to backup withholding, and

2.

Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backupwithholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirementarrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the Certification, but you mustprovide your correct TIN. (See the instructions on page 4.)

SignHere

Signature ofU.S. person � Date �

Purpose of Form

Form W-9 (Rev. 1-2003)

Part I

Part II

Business name, if different from above

Cat. No. 10231X

Check appropriate box:

Under penalties of perjury, I certify that:

U.S. person. Use Form W-9 only if you are a U.S. person(including a resident alien), to provide your correct TIN to theperson requesting it (the requester) and, when applicable, to:

1. Certify that the TIN you are giving is correct (or you arewaiting for a number to be issued),

2. Certify that you are not subject to backup withholding,or

3. Claim exemption from backup withholding if you are aU.S. exempt payee.

Foreign person. If you are a foreign person, use theappropriate Form W-8 (see Pub. 515, Withholding of Tax onNonresident Aliens and Foreign Entities).

3. I am a U.S. person (including a U.S. resident alien).

A person who is required to file an information return withthe IRS, must obtain your correct taxpayer identificationnumber (TIN) to report, for example, income paid to you, realestate transactions, mortgage interest you paid, acquisitionor abandonment of secured property, cancellation of debt, orcontributions you made to an IRA.

Individual/Sole proprietor Corporation Partnership Other �

Exempt from backupwithholding

Note: If a requester gives you a form other than Form W-9to request your TIN, you must use the requester’s form if it issubstantially similar to this Form W-9.

Nonresident alien who becomes a resident alien.Generally, only a nonresident alien individual may use theterms of a tax treaty to reduce or eliminate U.S. tax oncertain types of income. However, most tax treaties contain aprovision known as a “saving clause.” Exceptions specifiedin the saving clause may permit an exemption from tax tocontinue for certain types of income even after the recipienthas otherwise become a U.S. resident alien for tax purposes.

If you are a U.S. resident alien who is relying on anexception contained in the saving clause of a tax treaty toclaim an exemption from U.S. tax on certain types of income,you must attach a statement that specifies the following fiveitems:

1. The treaty country. Generally, this must be the sametreaty under which you claimed exemption from tax as anonresident alien.

2. The treaty article addressing the income.3. The article number (or location) in the tax treaty that

contains the saving clause and its exceptions.4. The type and amount of income that qualifies for the

exemption from tax.5. Sufficient facts to justify the exemption from tax under

the terms of the treaty article.

Form W-9 (Rev. 1-2003) Page 2

Sole proprietor. Enter your individual name as shown onyour social security card on the “Name” line. You may enteryour business, trade, or “doing business as (DBA)” name onthe “Business name” line.

Other entities. Enter your business name as shown onrequired Federal tax documents on the “Name” line. Thisname should match the name shown on the charter or otherlegal document creating the entity. You may enter anybusiness, trade, or DBA name on the “Business name” line.

If the account is in joint names, list first, and then circle,the name of the person or entity whose number you enteredin Part I of the form.

Limited liability company (LLC). If you are a single-memberLLC (including a foreign LLC with a domestic owner) that isdisregarded as an entity separate from its owner underTreasury regulations section 301.7701-3, enter the owner’sname on the “Name” line. Enter the LLC’s name on the“Business name” line.

Specific Instructions

Name

Exempt From Backup Withholding

Generally, individuals (including sole proprietors) are notexempt from backup withholding. Corporations are exemptfrom backup withholding for certain payments, such asinterest and dividends.

5. You do not certify to the requester that you are notsubject to backup withholding under 4 above (for reportableinterest and dividend accounts opened after 1983 only).

Certain payees and payments are exempt from backupwithholding. See the instructions below and the separateInstructions for the Requester of Form W-9.

Civil penalty for false information with respect towithholding. If you make a false statement with noreasonable basis that results in no backup withholding, youare subject to a $500 penalty.Criminal penalty for falsifying information. Willfullyfalsifying certifications or affirmations may subject you tocriminal penalties including fines and/or imprisonment.

PenaltiesFailure to furnish TIN. If you fail to furnish your correct TINto a requester, you are subject to a penalty of $50 for eachsuch failure unless your failure is due to reasonable causeand not to willful neglect.

Misuse of TINs. If the requester discloses or uses TINs inviolation of Federal law, the requester may be subject to civiland criminal penalties.

If you are an individual, you must generally enter the nameshown on your social security card. However, if you havechanged your last name, for instance, due to marriagewithout informing the Social Security Administration of thename change, enter your first name, the last name shown onyour social security card, and your new last name.

Exempt payees. Backup withholding is not required on anypayments made to the following payees:

1. An organization exempt from tax under section 501(a),any IRA, or a custodial account under section 403(b)(7) if theaccount satisfies the requirements of section 401(f)(2);

2. The United States or any of its agencies orinstrumentalities;

3. A state, the District of Columbia, a possession of theUnited States, or any of their political subdivisions orinstrumentalities;

4. A foreign government or any of its political subdivisions,agencies, or instrumentalities; or

5. An international organization or any of its agencies orinstrumentalities.

Other payees that may be exempt from backupwithholding include:

6. A corporation;7. A foreign central bank of issue;8. A dealer in securities or commodities required to register

in the United States, the District of Columbia, or apossession of the United States;

If you are exempt, enter your name as described above andcheck the appropriate box for your status, then check the“Exempt from backup withholding” box in the line followingthe business name, sign and date the form.

4. The IRS tells you that you are subject to backupwithholding because you did not report all your interest anddividends on your tax return (for reportable interest anddividends only), or

3. The IRS tells the requester that you furnished anincorrect TIN, or

2. You do not certify your TIN when required (see the PartII instructions on page 4 for details), or

You will not be subject to backup withholding on paymentsyou receive if you give the requester your correct TIN, makethe proper certifications, and report all your taxable interestand dividends on your tax return.

1. You do not furnish your TIN to the requester, or

What is backup withholding? Persons making certainpayments to you must under certain conditions withhold andpay to the IRS 30% of such payments (29% after December31, 2003; 28% after December 31, 2005). This is called“backup withholding.” Payments that may be subject tobackup withholding include interest, dividends, broker andbarter exchange transactions, rents, royalties, nonemployeepay, and certain payments from fishing boat operators. Realestate transactions are not subject to backup withholding.

Payments you receive will be subject to backupwithholding if:

If you are a nonresident alien or a foreign entity notsubject to backup withholding, give the requester theappropriate completed Form W-8.

Example. Article 20 of the U.S.-China income tax treatyallows an exemption from tax for scholarship incomereceived by a Chinese student temporarily present in theUnited States. Under U.S. law, this student will become aresident alien for tax purposes if his or her stay in the UnitedStates exceeds 5 calendar years. However, paragraph 2 ofthe first Protocol to the U.S.-China treaty (dated April 30,1984) allows the provisions of Article 20 to continue to applyeven after the Chinese student becomes a resident alien ofthe United States. A Chinese student who qualifies for thisexception (under paragraph 2 of the first protocol) and isrelying on this exception to claim an exemption from tax onhis or her scholarship or fellowship income would attach toForm W-9 a statement that includes the informationdescribed above to support that exemption.

Note: You are requested to check the appropr iate box foryour status (individual/sole propr ietor, corporation, etc. ).

Note: If you are exempt from backup withholding, you shouldstill complete this form to avoid possible erroneous backupwithholding.


Part I. Taxpayer IdentificationNumber (TIN)Enter your TIN in the appropriate box. If you are a residentalien and you do not have and are not eligible to get anSSN, your TIN is your IRS individual taxpayer identificationnumber (ITIN). Enter it in the social security number box. Ifyou do not have an ITIN, see How to get a TIN below.

How to get a TIN. If you do not have a TIN, apply for oneimmediately. To apply for an SSN, get Form SS-5,Application for a Social Security Card, from your local SocialSecurity Administration office or get this form on-line atwww.ssa.gov/online/ss5.html. You may also get this formby calling 1-800-772-1213. Use Form W-7, Application forIRS Individual Taxpayer Identification Number, to apply for anITIN, or Form SS-4, Application for Employer IdentificationNumber, to apply for an EIN. You can get Forms W-7 andSS-4 from the IRS by calling 1-800-TAX-FORM(1-800-829-3676) or from the IRS Web Site at www.irs.gov.

If you are asked to complete Form W-9 but do not have aTIN, write “Applied For” in the space for the TIN, sign anddate the form, and give it to the requester. For interest anddividend payments, and certain payments made with respectto readily tradable instruments, generally you will have 60days to get a TIN and give it to the requester before you aresubject to backup withholding on payments. The 60-day ruledoes not apply to other types of payments. You will besubject to backup withholding on all such payments until youprovide your TIN to the requester.

If you are a sole proprietor and you have an EIN, you mayenter either your SSN or EIN. However, the IRS prefers thatyou use your SSN.

If you are a single-owner LLC that is disregarded as anentity separate from its owner (see Limited liabilitycompany (LLC) on page 2), enter your SSN (or EIN, if youhave one). If the LLC is a corporation, partnership, etc., enterthe entity’s EIN.Note: See the chart on page 4 for further clar ification ofname and TIN combinations.

Note: Writing “Applied For” means that you have alreadyapplied for a TIN or that you intend to apply for one soon.Caution: A disregarded domestic entity that has a foreignowner must use the appropr iate Form W-8.

9. A futures commission merchant registered with theCommodity Futures Trading Commission;

10. A real estate investment trust;11. An entity registered at all times during the tax year

under the Investment Company Act of 1940;12. A common trust fund operated by a bank under

section 584(a);13. A financial institution;14. A middleman known in the investment community as a

nominee or custodian; or15. A trust exempt from tax under section 664 or

described in section 4947.

THEN the payment is exemptfor . . .

If the payment is for . . .

All exempt recipients except for 9

Interest and dividend payments

Exempt recipients 1 through 13.Also, a person registered underthe Investment Advisers Act of1940 who regularly acts as abroker

Broker transactions

Exempt recipients 1 through 5Barter exchange transactionsand patronage dividends

Generally, exempt recipients1 through 7 2

Payments over $600 requiredto be reported and directsales over $5,000 1

1 See Form 1099-MISC, Miscellaneous Income, and its instructions.2 However, the following payments made to a corporation (including grossproceeds paid to an attorney under section 6045(f), even if the attorney is acorporation) and reportable on Form 1099-MISC are not exempt from backupwithholding: medical and health care payments, attorneys’ fees; and paymentsfor services paid by a Federal executive agency.

The chart below shows types of payments that may beexempt from backup withholding. The chart applies to theexempt recipients listed above, 1 through 15.


What Name and Number To Give theRequester

Give name and SSN of:For this type of account:

The individual1. Individual

The actual owner of the accountor, if combined funds, the firstindividual on the account 1

2. Two or more individuals (jointaccount)

The minor 23. Custodian account of a minor(Uniform Gift to Minors Act)

The grantor-trustee 14. a. The usual revocablesavings trust (grantor isalso trustee)

1. Interest, dividend, and barter exchange accountsopened before 1984 and broker accounts consideredactive during 1983. You must give your correct TIN, but youdo not have to sign the certification.

The actual owner 1b. So-called trust accountthat is not a legal or validtrust under state law2. Interest, dividend, broker, and barter exchange

accounts opened after 1983 and broker accountsconsidered inactive during 1983. You must sign thecertification or backup withholding will apply. If you aresubject to backup withholding and you are merely providingyour correct TIN to the requester, you must cross out item 2in the certification before signing the form.

The owner 35. Sole proprietorship orsingle-owner LLC

Give name and EIN of:For this type of account:

3. Real estate transactions. You must sign thecertification. You may cross out item 2 of the certification.

A valid trust, estate, orpension trust

6.

Legal entity 4

4. Other payments. You must give your correct TIN, butyou do not have to sign the certification unless you havebeen notified that you have previously given an incorrect TIN.“Other payments” include payments made in the course ofthe requester’s trade or business for rents, royalties, goods(other than bills for merchandise), medical and health careservices (including payments to corporations), payments to anonemployee for services, payments to certain fishing boatcrew members and fishermen, and gross proceeds paid toattorneys (including payments to corporations).

The corporationCorporate or LLC electingcorporate status on Form8832

7.

The organizationAssociation, club, religious,charitable, educational, orother tax-exempt organization

8.

5. Mortgage interest paid by you, acquisition orabandonment of secured property, cancellation of debt,qualified tuition program payments (under section 529),IRA or Archer MSA contributions or distributions, andpension distributions. You must give your correct TIN, butyou do not have to sign the certification.

The partnershipPartnership or multi-memberLLC

9.

The broker or nomineeA broker or registerednominee

10.

The public entityAccount with the Departmentof Agriculture in the name ofa public entity (such as astate or local government,school district, or prison) thatreceives agricultural programpayments

11.

Privacy Act Notice

1 List first and circle the name of the person whose number you furnish. If onlyone person on a joint account has an SSN, that person’s number must befurnished.2 Circle the minor’s name and furnish the minor’s SSN.3 You must show your individual name, but you may also enter yourbusiness or “DBA” name. You may use either your SSN or EIN (if you haveone).4 List first and circle the name of the legal trust, estate, or pension trust. (Donot furnish the TIN of the personal representative or trustee unless the legalentity itself is not designated in the account title.)

Note: If no name is circled when more than one name islisted, the number will be considered to be that of the firstname listed.

Sole proprietorship orsingle-owner LLC

The owner 3

12.

Part II. Certification

For a joint account, only the person whose TIN is shown inPart I should sign (when required). Exempt recipients, seeExempt from backup withholding on page 2.

You must provide your TIN whether or not you are required to file a tax return. Payers must generally withhold 30% of taxableinterest, dividend, and certain other payments to a payee who does not give a TIN to a payer. Certain penalties may also apply.

To establish to the withholding agent that you are a U.S.person, or resident alien, sign Form W-9. You may berequested to sign by the withholding agent even if items 1, 3,and 5 below indicate otherwise.

Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons who must file information returnswith the IRS to report interest, dividends, and certain other income paid to you, mortgage interest you paid, the acquisition orabandonment of secured property, cancellation of debt, or contributions you made to an IRA or Archer MSA. The IRS uses thenumbers for identification purposes and to help verify the accuracy of your tax return. The IRS may also provide this informationto the Department of Justice for civil and criminal litigation, and to cities, states, and the District of Columbia to carry out theirtax laws. We may also disclose this information to other countries under a tax treaty, or to Federal and state agencies to enforceFederal nontax criminal laws and to combat terrorism.

Signature requirements. Complete the certification asindicated in 1 through 5 below.

New York State Finance Law Sections 139-j and 139-k ("Lobbying Law") — Disclosure Statement

MTA Fin. Law 139-j 139-k (rev. 10-06a)–Page 1

All procurements (which are defi ned to include essentially all real estate transactions) by the MTA in ex-cess of $15,000 annually, are subject to New York State’s State Finance Law Sections 139-j and 139-k, effective January 1, 2006 (“Lobbying Law”).

Pursuant to the Lobbying Law, all “contacts” (defi ned as oral, written or electronic communications with the MTA intended to infl uence a procurement) during a procurement must be made with one or more des-ignated Point(s) of Contact only. Exceptions to this rule include written questions during the bid/proposal process, communications with regard to protests, contract negotiations and RFP conference participa-tion. Nothing in the Lobbying Law inhibits any rights to make an appeal, protest or complaint under exist-ing administrative or judicial procedures.

Violations of the policy regarding permissible contacts must be reported to the appropriate MTA offi cer and investigated accordingly. The fi rst violation may result in a determination of non-responsibility and ineligibility for award to the violator and its subsidiaries, affi liates and related entities. The penalty for a second violation within four (4) years is ineligibility for bidding/proposing on a procurement and/or ineli-gibility from being awarded any contract for a period of four (4) years. The MTA will notify the New York State Offi ce of General Services (“OGS”) of any determinations of non-responsibility or debarments due to violations of the Lobbying Law. Violations found to be “knowing and willful” must be reported to the MTA Executive Director and OGS.

Moreover, the statutes require the MTA to obtain certain affi rmations and certifi cations from bidders and proposers. This Disclosure Statement contains the forms with which to comply, together with additional information and instructions.

General Information

New York State Finance Law §139-k(2) obligates the MTA to obtain specifi c information regarding prior non-responsibility determinations. This information must be collected in addition to the information that is separately obtained pursuant to New York State Finance Law §163(9). In accordance with New York State Finance Law §139-k, an offerer must be asked to disclose whether there has been a fi nding of non-responsibility made within the previous four (4) years by any governmental entity due to: (a) a violation of New York State Finance Law §139-j or (b) the intentional provision of false or incomplete information to a governmental entity.

As part of its responsibility determination, New York State Finance Law §139-k(3) mandates consider-ation of whether an offerer fails to timely disclose accurate or complete information regarding the above non-responsibility determination. In accordance with law, no procurement contract shall be awarded to any offerer that fails to timely disclose accurate or complete information under this section, unless the factual elements of the limited waiver provision can be satisfi ed on the written record.

Instructions

Name of Bidder/Proposer:

Address:

Name and Title of PersonSubmitting this Form:

Disclosure of Prior Non-responsibility Determinations

Has any governmental entity1 made a fi nding of non-responsibility regarding the Bidder/Proposer in the previous four years?

If yes: Was the basis for the fi nding of the Bidder’s/Proposer’s non-responsibil-ity due to a violation of State Finance Law §139-j?

Yes No

Yes No

1 A “governmental entity” is: (1) any department, board, bureau, commission, division, offi ce, council, committee or offi cer of New York State, whether permanent or temporary; (2) each house of the New York State Legislature; (3) the unifi ed court system; (4) any public authority, public benefi t corporation or commission created by or existing pursuant to the public authorities law; (5) any public authority or public benefi t corporation, at least one of whose members is appointed by the governor or who serves as a member by virtue of holding a civil offi ce of the state; (6) a municipal agency, as that term is defi ned in paragraph (ii) of subdivision(s) of section one-c of the Legislative Law; or (7) a subsidiary or affi liate of such a public authority. (SFL §139-j, paragraph 1.a.)

New York State Finance Law Sections 139-j and 139-k ("Lobbying Law") — Disclosure Statement

MTA Fin. Law 139-j 139-k (rev. 10-06a)–Page 2

Was the basis for the fi nding of Bidder’s/Proposer’s non-responsibility due to the intentional provision of false or incomplete information to a governmental entity? If yes, please provide details regarding the fi nding of non-responsibility below.

Governmental Entity: _________________________________________________________________

Year of Finding of Non-responsibility: ______________________

Basis of Finding of Non-Responsibility: ____________________________________________________

___________________________________________________________________________________

__________________________________________________________________________________________

__________________________________________________________________________________________

__________________________________________________________________________________________(Add additional pages as necessary)

Has any governmental entity terminated a procurement contract with the Bidder/Proposer due to the intentional provision of false or incomplete information?

Bidder's/Proposer's Affi rmation and Certifi cation

By signing below, the Bidder/Proposer:

a) Affi rms that the Bidder/Proposer understands and agrees to comply with the policy regarding permissible contacts in accordance with New York State Finance Law Sections 139-j and 139-k.

b) Certifi es that all information provided to the MTA with respect to New York State Finance Law §139-j and §139-k is complete, true and accurate.

Yes No

Yes No

By: ______________________________________________________ Date: _____________________ (Signature of Person Certifying)

Print Name and Title: ________________________________________ Title: _____________________

Bidder/Proposer or Contractor/Consultant (Full Legal Name): ___________________________________

____________________________________________________________________________________

Address of Bidder/Proposer or Contractor/Consultant: ________________________________________

___________________________________________________________________________________

___________________________________________________________________________________

Business Telephone Number: ___________________________________________________________

The MTA reserves the right to terminate a Contract (including any lease, license, entry permit, or sale documents) in the event it is found that the certifi cation fi led by the Bidder/Proposer, in accor-dance with New York State Finance Law §139-k, was intentionally false or intentionally incomplete. Upon such fi nding, the MTA may exercise its termination right by providing written notifi cation to the Bidder/Proposer in accordance with the written notifi cation terms of the Contract.

MTA's Right to Terminate

of 1

MTA RFP No. 13112 Attachment 7

IRAN DIVESTMENT ACT - CERTIFICATION

Pursuant to New York State Finance Law §165–a, Iran Divestment Act of 2012, the Office of General

Services is required to post on its web site http://www.ogs.ny.gov/about/regs/docs/ListofEntities.pdf a

list of persons who have been determined to engage in investment activities in Iran (“the List”), as

defined in that Act. Under Public Authorities Law § 2879-c, Iranian Energy Sector Divestment, the

Authority, may not enter into or award a Contract unless it obtains a certification from a Bidder, who

shall check the box and make the certification in Subparagraph a, below, that they are not on the List. If

that certification cannot be made, the Authority may consider entering into a Contract, on a case by case

basis if the Bidder checks the box and makes the certification in Subparagraph b, below, that their Iran

investment is ceasing.

For purposes of this provision, a person engages in investment activities in Iran if: (A) the person

provides goods or services of twenty million dollars or more in the energy sector of Iran, including a

person that provides oil or liquefied natural gas tankers, or products used to construct or maintain

pipelines used to transport oil or liquefied natural gas, for the energy sector of Iran; or (B) the person is a

financial institution that extends twenty million dollars or more in credit to another person, for forty-five

days or more, if that person will use the credit to provide goods or services in the energy sector in Iran.

The Certification is as follows:

a. Certification that the Bidder is not on the List: Each person, where person means natural

person, corporation, company, limited liability company, business association, partnership

society, trust, or any other nongovernmental entity, organization, or group, and each person

signing on behalf of any other party, certifies, and in the case of a joint bid or proposal or

partnership each party thereto certifies as to its own organization, under penalty of perjury, that

to the best of its knowledge and belief that each person is not on the list created pursuant to

paragraph (b) of subdivision 3 of section 165-a of the State Finance Law, or,

b. Certification that the Bidder’s investment in Iran is ceasing: The person cannot make the

certification in Subparagraph a, above, but asks the Authority to consider them for award of the

Contract by certifying, under penalty of perjury, that the person’s investment activities in Iran

were made before April 12, 2012; the person’s investment activities in Iran have not been

expanded or renewed after April 12, 2012; and the person has adopted, publicized and is

implementing a formal plan to cease its investment activities in Iran and to refrain from

engaging in any new investments in Iran.

_________________________________ ____________________________

Signature/Date Printed Name and Position

http://www.ogs.ny.gov/about/regs/docs/ListofEntities.pdf

Standard Format for Architectural Drawing Submissions (MTA 10/03) Page 1 of 2

Standard Format for Architectural Drawing Submissions Before construction or rehabilitation can begin, licensees must submit plans prepared by a licensed architect or engineer to MTA Real Estate Department for approval. After review, the plans will be returned to the licensee either "Approved for Construction" or "Disapproved" with comments to guide the preparation of a revised submission. The format for revisions must conform to the guidelines set forth herein. 1. Initial Submission

Tenants’ architects and engineers must prepare drawings with the information requested below and in the format described.

A. Format. Blue or black line prints on a white background. The preferred drawing size

is 24” x 36”.

B. Copies. Ten (10) copies are to be submitted.

C. Location Plan. The first page of the submission must include a key map or location plan of the premises. In many cases, MTA can provide a station map or other map to accurately locate the premises.

D. Architectural Plans. Floor plans, reflected ceiling plans, storefront elevations, sections,

and working drawings must include:

(a) Dimensions, (b) Materials of construction, (c) Details of fixtures, (d) Swing of doors, (e) Details of rolling shutters, (f) Details of signage, and (g) All other information relating to the premises and the area around it.

E. Plumbing Plans. The layout and details of plumbing must show the following:

(a) An equipment schedule, (b) Details of connections to existing lines, (c) Interior plumbing layout, and (d) Sizes and materials for all pipes, valves, ejectors, grease interceptors, check valves,

meters, drains and equipment.

F. Electrical Plans. The layout and details of all electrical equipment must be shown, including details of Con Edison service connections, panel layouts, wire and conduit sizes, and the details of all electrical equipment.

G. Telephone Plans. The layout and details of telephone connections must be shown.

Standard Format for Architectural Drawing Submissions (MTA 10/03) Page 2 of 2

H. Fire Protection Plans. The layout and details of sprinklers or other acceptable automatic fire protection devices must be shown, including details of connections to existing lines. In those instances where the NYCTA’s requirements for fire protection devices differ from Code, the NYCTA's requirements shall prevail.

2. Revisions

To avoid confusion as to which revision is being submitted for review, the following format must be used in all revisions:

A. A revision box in reverse order (from the bottom up) should be drawn near the title box of

each sheet. The revision box should consist of three columns: revision number, item being revised, and revision date.

B. A circle should be drawn around each detail being revised. Triangles with revision

numbers should be marked next to each applicable circle.

C. With each subsequent submission, all previous circles (which are to be marked on the

back side of the Mylar) are to be erased. However, revision numbers should remain.

D. Any revision not presented in the required format will not be considered an official

submission and will not be reviewed. Please contact MTA if additional information is required.

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